Peter A. Weinberg - 24 Jun 2021 Form 4 Insider Report for Perella Weinberg Partners (PWP)

Role
Chairman and Chief Executive Officer, Director
Signature
/s/ Mark Polemeni, as Attorney-in-Fact
Issuer symbol
PWP
Transactions as of
24 Jun 2021
Net transactions value
$0
Form type
4
Filing time
28 Jun 2021, 21:13:42 UTC
Next filing
01 Sep 2021
SEC
View on sec.gov

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction PWP Class B-1 Common Stock Award $0 +3,392,947 $0.000000 3,392,947 24 Jun 2021 Class A Common Stock 3,393 PWP Professional Partners LP F1, F2
transaction PWP Class B-2 Common Stock Award $0 +841,780 $0.000000 841,780 24 Jun 2021 Class A Common Stock 842 Red Hook Capital LLC F1, F3
transaction PWP PWP Holdings LP Common Units Award $0 +3,392,947 $0.000000 3,392,947 24 Jun 2021 Class A Common Stock 3,392,947 PWP Professional Partners LP F2, F4
transaction PWP PWP Holdings LP Common Units Award $0 +841,780 $0.000000 841,780 24 Jun 2021 Class A Common Stock 841,780 Red Hook Capital LLC F3, F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Concurrently with an exchange of PWP Holdings LP Common Units (which represent Class A partnership units of PWP Holdings LP) ("PWP OpCo Units") for shares of Class A common stock ("Class A Shares") or cash by a PWP Holdings LP unitholder ("Unitholder") who also holds shares of Class B-1 common stock ("Class B-1 Shares") or Class B-2 common stock ("Class B-2 Shares" and, together with Class B-1 Shares, "Class B Shares"), such Unitholder will be required to surrender to the Issuer a number of Class B Shares equal to the number of PWP OpCo Units exchanged, and such Class B Shares will be converted into Class A Shares or, at the option of the Issuer, for an equivalent amount of cash, which will be delivered to such Unitholder at a conversion rate of 0.001 Class A Share for one Class B Share.
F2 The Reporting Person disclaims beneficial ownership of the securities held by PWP Professional Partners LP, except to the extent of his pecuniary interest therein.
F3 The Reporting Person has shared voting and dispositive power over Red Hook Capital LLC ("Red Hook") through his shared control of Rosedale Partners LLC, the sole member of Red Hook. Each of the Reporting Person and Rosedale Partners LLC disclaims beneficial ownership of the securities held by Red Hook Capital LLC, except to the extent of their respective pecuniary interest therein.
F4 Subject to certain lock-up periods, PWP OpCo Units, upon the surrender of an equal number of Class B Shares, may be exchanged for Class A Shares on a one-for-one basis or, at the option of the Issuer, for an equivalent amount of cash. PWP OpCo Units do not expire.

Remarks:

Chairman and Chief Executive Officer